Digital Banking Platform Service Level Agreement
1 Service Level Commitment
1.1 During the Term, CSI shall use commercially reasonable efforts to meet or exceed the service level commitments set out in this Service Level Agreement in connection with the Digital Banking Services.
2 Services Availability
2.1 Services Availability means the ratio of minutes found by dividing (a) a numerator consisting of the actual number of minutes the [ADB] Online Banking and Mobile Banking Services are available in production during a calendar month period by (b) a denominator consisting of the total number of minutes in the calendar month. System Availability is calculated on a 24 hours per day, 7 days per week basis. Services Availability excludes (i) any Scheduled Maintenance, (ii) outages due to Dependencies or other technical problems with equipment or connectivity owned or managed by Customer or Customer’s third-party service providers, or (iii) outages due to Force Majeure events. CSI will maintain 99.95% Services Availability (Service Availability Target). Available means the absence of CSI-controlled errors or defects in the Digital Banking Services which generally prevent properly credentialed, connected, and equipped Clients from logging into the Digital Banking Services.
2.2 Scheduled Maintenance means planned interruptions in the Digital Banking Services to make updates or changes to the Digital Banking Services. CSI will provide reasonable advance notice of Scheduled Maintenance periods and shall further use commercially reasonable efforts to limit the hours of Scheduled Maintenance to those occurring on Saturday or Sunday mornings between 12:00 am and 6:00 am Central Time.
3 Remedies
3.1 In the event CSI does not meet the Service Availability Target (a Service Level Deviation), then Customer is entitled to request a credit against prospective fees (Service Level Credit) as follows:
- Service Availability calculation greater than or equal to 99.95% and less than 100%: Service Level Credit of 0%.
- Service Availability calculation greater than or equal to 99.85% and less than 99.95%: Service Level Credit of 2% of the Application Services Fees invoiced and paid during the month in which the Service Level Deviation occurred.
- Service Availability calculation greater than or equal to 99.75% and less than 99.85%: Service Level Credit of 4% of the Applications Services Fees invoiced and paid during the month in which the Service Level Deviation occurred.
- Service Availability calculation less than 99.75%: Service Level Credit of 6% of the Application Services Fees invoiced and paid during the month in which the Service Level Deviation occurred.
3.2 Service Level Credits will be applied to the invoice for fees due for Digital Banking Services for the month following Customer’s request for the Service Level Credit. Service Level Credits must be requested within 30 days of the Service Level Deviation giving rise to the Service Level Credit. Service Level Deviations attributable to Dependencies, Force Majeure, or other causes outside of CSI’s control shall not entitle Customer to receive a Service Level Credit. Service Level Credits shall be Customer’s sole remedy for a Service Level Deviation.